EXHIBIT 4.14

NanoSignal Corp.
--------------------------------------------------------------------------------
3960 Howard Hughes Parkway
Suite 560
Las Vegas, NV 89109

                                                               February 17, 2004


Re:      S-8 Payment under terms of Written
         Contract - Director and President

Dear Dr. Perrin:

This shall  confirm our  agreement to issue to you S-8 shares under the terms of
your written employment  contract with the Company for all accrued  compensation
due you through this date for 2003 services..

The compensation due is equivalent to FOUR HUNDRED THOUSAND (400,000) shares
of common stock to be issued to


                                Dr. Rupert Perrin

Please confirm your  acceptance of these terms below as indicated.  Your telefax
copy  should  be sent to us with  the  original  signed  copy  delivered  to our
corporate offices at your earliest convenience.


Very truly yours,

ANNALIE GALICIA

By: /s/ Annalie Galacia
    Annalie Galicia, Secretary-Treasurer

AG:jd


Accepted and Agreed to

DR. RUPERT PERRIN

By: /s/ Dr. Rupert Perrin                  Dated: February 17,  2004
    Dr. Rupert Perrin